SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-KSB/A
                                Amendment No. 2
                Annual Report Pursuant to Section 13 or 15(d) of
                         Securities Exchange Act of 1934

                                                                 Commission File
For the year ended December 31, 2004                             Number 0-12210
                   -----------------                                    -------

                  PRESIDENTIAL ASSOCIATES I LIMITED PARTNERSHIP
                  ---------------------------------------------
        (Exact name of small business issuer as specified in its charter)

        Maryland                                           04-2801596
-----------------------                        ---------------------------------
(State of organization)                        (IRS Employer Identification No.)

7 Bulfinch Place, Suite 500, P.O. Box 9507, Boston, Massachusetts       02114
-----------------------------------------------------------------     ----------
(Address of principal executive offices)                              (Zip Code)

Partnership's telephone number including area code:               (617) 570-4600
                                                                  --------------

Securities registered pursuant to Section 12(b) of the Act: None
                                                            ----

Securities registered pursuant to Section 12(g) of the Act:

                      Units of Limited Partnership Interest
                      -------------------------------------
                                (Title of Class)

Indicate by check mark whether the Partnership (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Partnership was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes |X| No |_|

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-B is not contained herein, and will not be contained, to the
best of Partnership's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. |_|

The Partnership's revenues for its most recent fiscal year were $215,789.

No market exists for the limited partnership interests of the Partnership, and,
therefore, no aggregate market value can be computed.

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None

<PAGE>

EXPLANATORY NOTE AS TO PURPOSE OF THIS AMENDMENT

      This Amendment is being filed to include the report of the independent
accountants referenced by the principal accountants in their report which was
inadvertently omitted in the original filing.

      Certain matters discussed herein are forward-looking statements. We have
based these forward-looking statements on our current expectations and
projections about future events. Certain, but not necessarily all, of such
forward-looking statements can be identified by the use of forward-looking
terminology, such as "believes," "expects," "may," "will," "should,"
"estimates," or "anticipates," or the negative thereof or other variations
thereof or comparable terminology. All forward-looking statements involve known
and unknown risks, uncertainties and other factors which may cause our actual
transactions, results, performance or achievements to be materially different
from any future transactions, results, performance or achievements expressed or
implied by such forward- looking statements. Although we believe the
expectations reflected in such forward-looking statements are based upon
reasonable assumptions, we can give no assurance that our expectations will be
attained or that any deviations will not be material. We disclaim any
obligations or undertaking to publicly release any updates or revisions to any
forward-looking statement contained in this annual report on Form 10-KSB to
reflect any change in our expectations with regard thereto or any change in
events, conditions or circumstances on which any such statement is based.

                                     PART I

Item 1. Description of Business.

Organization

      Presidential Associates I Limited Partnership (the "Partnership") was
organized as a Maryland limited partnership under the Maryland Revised Uniform
Limited Partnership Act on July 20, 1983, for the purpose of investing in
Presidential Towers Ltd. (the "Operating Partnership"), an Illinois limited
partnership organized for the purpose of building, owning and operating a
residential apartment complex in downtown Chicago, Illinois (the "Project").

      The general partners of the Partnership are Winthrop Financial Co., Inc.,
a Massachusetts corporation ("Winthrop Financial"), and Linnaeus-Phoenix
Associates Limited Partnership ("Linnaeus-Phoenix"). Winthrop Financial is the
Partnership's managing general partner. Collectively, Winthrop Financial and
Linnaeus-Phoenix are referred to herein as the "General Partners." Winthrop
Financial is a wholly-owned subsidiary of First Winthrop Corporation. See
"Employees" below.

      The only business of the Partnership is investing as a limited partner in
the Operating Partnership. As of the date hereof, the general partners of the
Operating Partnership are (i) McHugh Levin Associates Venture ("McHugh Levin"),
an Illinois limited partnership whose general partners are James P. McHugh and
Daniel E. Levin, (ii) Madison-Canal Company, an Illinois limited partnership
whose general partner is Daniel J. Shannon and (iii) TKI Presidential Partners.

      As of the date hereof, the Partnership holds a 19.998% limited partnership
interest in the Operating Partnership. In exchange for this interest the
Partnership made a capital contribution of $33,172,524 to the Operating
Partnership. See "Restructuring of Operating Partnership."


                                       2
<PAGE>

Development

      The Partnership was initially capitalized with contributions totaling $300
from the General Partners. In September 1983, the Partnership completed a
private offering of 590 units of limited partnership interest (the "Units")
pursuant to Regulation D under the Securities Act of 1933. The Partnership
raised $59,000,000 in capital contributions from 545 investor limited partners
(the "Limited Partners"). Of the $59,000,000 raised, $697,380 was received upon
the Limited Partners' admission to the Partnership, and the balance was paid in
installments pursuant to the terms of promissory notes (the "Investor Notes")
delivered to the Partnership by the Limited Partners. The last installment was
due on January 15, 1990. However, as of March 1, 2005, $21,866 of this
installment remains uncollected.

      The General Partners and the general partners of the Operating Partnership
projected that reserves and deficit loans would be sufficient to fund operations
until the Project could achieve break-even operations. However, due to lower
than projected revenues and higher than projected real estate taxes, the
Project's cash flow deficit was significantly higher than anticipated, and thus
the reserves were depleted sooner than anticipated.

Restructuring of Operating Partnership

      After failing to meet its mortgage obligations, the mortgage loan on the
Project was assigned by the lender to the Department of Housing and Urban
Development ("HUD") which had insured the mortgage. The Operating Partnership
and HUD entered into a written tentative Restructuring Agreement (the
"Restructuring Agreement") in December 1991. The Restructuring Agreement, which
was implemented on April 18, 1995 and was approved by a majority in interest of
the limited partners of the Partnership, provided for the split of the then
existing mortgage note into two new mortgage notes. This was designed to afford
the Project achievable debt service obligations under the Restructuring
Agreement. Both new mortgage notes were to mature on the same date as the
original mortgage loan, September 1, 2028. HUD, however, had the right to
accelerate the obligations evidenced by the notes at any time after June 1,
2015. This loan was subsequently refinanced in January 2001. See "Refinancing of
HUD Loan" below.

      Each of the notes was prepayable in whole or in part at any time without
penalty. The first mortgage note, in the original principal amount of
$127,000,000, bore interest at an annual rate of 8.1%. All accrued and unpaid
interest was to be compounded annually at the rate of 8.1%. The first mortgage
note consisted of two tiers. The first tier, in the principal amount of
$71,000,000, was to be repaid through level monthly payments which amortizes the
debt over the remaining loan term. A service charge payable to HUD in the amount
of 0.5% per annum of the then outstanding principal mortgage balance was payable
monthly. The secondary tier note was in the amount of $56,000,000. The secondary
tier required semi-annual payments of principal and interest in an amount equal
to 80% of the Project's net cash flow; provided, however, that commencing on the
tenth anniversary of the closing (June 1, 2005), the semi-annual payments were
to be in an amount equal to the greater of (i) 80% of the Project's net cash
flow or (ii) a fixed minimum payment of $164,025 that increased each year


                                       3
<PAGE>

between the eleventh year and twentieth year after closing. The Operating
Partnership made payments aggregating $1,300,000 on account of the secondary
tier during 1998. The annual HUD 0.5% service charge accrues on the then
outstanding principal amount of the second tier and will be due only upon
prepayment in full of the first mortgage note or maturity of the first mortgage
note. In addition, the Operating Partnership was obligated to reduce the
secondary tier's principal by a total of $10,000,000 over a six year period
expiring June 1, 2001. This $10,000,000 obligation had been funded as described
below.

      The original principal amount of the second mortgage note was $63,001,421.
The second mortgage note bore no interest and was payable from available
proceeds from a sale or refinancing of the Project. While the new second
mortgage note bore no interest, after payment in full of the principal amount of
the second mortgage note from the proceeds of a sale or refinancing of the
Project, 40% of all additional sale or refinancing proceeds were to be paid to
HUD until HUD received $20,000,000 in excess of the principal amount of the
second mortgage note. HUD had the right to call this second note at any time on
or after June 1, 2015. The Restructuring Agreement also required the Operating
Partnership to establish a deficit escrow account of $3,000,000 over a six year
period from sources other than the operating revenues of the Project to provide
additional collateral security for the mortgages. The two capital requirements
described above (the $10,000,000 reduction to the first mortgage note's second
tier and the $3,000,000 deficit escrow account) necessitated raising $13,000,000
of new equity (available over six years, as required).

      In order to implement the Restructuring Agreement and raise the
$13,000,000 of new equity, a third party investor, TKI Presidential Partners
("TKI"), was admitted to the Operating Partnership as a general partner. TKI
agreed to contribute $14,000,000 over a six year period (as required by the
Restructuring Agreement with HUD) in exchange for a 79% general partnership
interest in the Operating Partnership, 79% of all future distributions by the
Operating Partnership of operating cash flow, a preferential return of its
capital contribution from the proceeds of a sale or refinancing, 79% of all
additional proceeds of a sale or refinancing, 100% of all future tax losses of
the Operating Partnership and effective control, through rights to approve or
initiate certain actions, over all major business decisions affecting the
Operating Partnership. As a result of TKI's investment, the Partnership's
interest in the Operating Partnership was reduced from a 94.99% limited
partnership interest to a 19.998% limited partnership interest and certain
control rights over major business decisions of the Operating Partnership were
transferred to TKI. As of December 31, 2001, TKI had funded all of its
$14,000,000 obligation. Pursuant to the terms of the Partnership Agreement of
the Operating Partnership, the Partnership is entitled to receive a distribution
from the Operating Partnership to reimburse it for its administrative expenses
and professional fees up to an annual maximum of $30,000. The Operating
Partnership made no distributions to the Partnership during 2003 and made
distributions to the Partnership during 2004 of $199,980.


                                       4
<PAGE>

Refinancing of HUD Note

      On January 10, 2001, the Operating Partnership purchased the two mortgage
notes from HUD by refinancing the Project with a new first mortgage loan secured
by the Project with a third party lender. The new mortgage requires payments of
interest only at a rate of 6.55% per annum and matures on February 1, 2011. The
Operating Partnership recognized an extraordinary gain for financial reporting
purposes of $60,312,097. As a result of the refinancing, the regulatory
agreements with HUD and the Restructuring Agreement were terminated. As a result
of this refinancing, TKI's priority return was satisfied and the preferred
return due HUD was extinguished. Accordingly, depending on the property's
operating results, the Partnership may receive annual distributions from the
Operating Partnership.

Employees

      The Partnership has no employees. On December 16, 1997, Winthrop Financial
and certain of its affiliates entered into a Services Agreement with Coordinated
Services of Valdosta, LLC ("Coordinated Services") pursuant to which Coordinated
Services was retained to provide asset management and investor services to the
Partnership and certain affiliated partnerships. As a result of this agreement,
Coordinated Services has the right to direct the day to day affairs of the
Partnership, including, without limitation, reviewing and analyzing potential
sale, refinancing or restructuring proposals by the Operating Partnership,
preparation of all Partnership reports, maintaining Partnership records and
maintaining bank accounts of the Partnership. Coordinated Services is not
permitted, however, without the consent of Winthrop Financial, or as otherwise
required under the terms of the Partnership's Agreement of Limited Partnership
(the "Partnership Agreement") to, among other things, cause the Partnership to
consent to a sale of an asset or cause the Partnership to file for bankruptcy.
As compensation for providing these services, Winthrop Financial and its
affiliates assigned to Coordinated Services all of their right to receive fees
from the Partnership as provided in the Partnership Agreement, which fee is paid
directly from the Operating Partnership as part of the $30,000 per annum
reimbursement.

Item 2. Description of Properties.

      The Partnership has no properties other than its interest in the Operating
Partnership. For a description of the properties of the Operating Partnership,
see Item 1, Description of Business.

Item 3. Legal Proceedings.

      To the best of the Partnership's knowledge, there is no material pending
legal proceedings to which it is a party.

Item 4. Submission of Matters to a Vote of Security Holders.

      No matter was submitted to a vote of security holders during the period
covered by this report.


                                       5
<PAGE>

                                     PART II

Item 5. Market for the Partnership's Common Stock and Related Security Holder
        Matters.

      The Partnership is a limited partnership and thus has no common stock.
There is no established public trading market for the Units of limited
partnership interest in the Partnership. Trading in Units is sporadic and occurs
solely through private transactions.

      As of March 1, 2005, there were approximately 525 holders of 590
outstanding Units.

      The Partnership Agreement requires that Cash Flow (as defined therein) be
distributed to the partners in specified proportions at reasonable intervals
during the fiscal year and in any event no later than 60 days after the close of
each fiscal year. There are no restrictions on the Partnership's present or
future ability to make distributions of cash flow. For the years ended December
31, 2003 and 2004, the Partnership made distributions to its limited partners of
approximately $500,000 ($847.46 per Unit) and $197,980 (335.56 per unit),
respectively, and $2,500 and $1,000 to each of the General Partner and the
special limited partner. See Item 6 "Management's Discussion and Analysis or
Plan of Operation" for the Partnership's ability to make distributions in the
future.

      Over the past few years many companies have begun making "mini-tenders"
(offers to purchase an aggregate of less than 5% of the total outstanding units)
for limited partnership interests in the Partnership. Pursuant to the rules of
the Securities and Exchange Commission, when a tender offer is commenced for
Units the Partnership is required to provide limited partners with a statement
setting forth whether it believes limited partners should tender or whether it
is remaining neutral with respect to the offer. Unfortunately, the rules of the
Securities and Exchange Commission do not require that the bidders in certain
tender offers provide the Partnership with a copy of their offer. As a result,
the General Partners often do not become aware of such offers until shortly
before they are scheduled to expire or even after they have expired.
Accordingly, the General Partners do not have sufficient time to advise you of
its position on the tender. In this regard, please be advised that pursuant to
the discretionary right granted to the General Partners of the Partnership in
the Partnership Agreement to reject any transfers of units, the General Partners
will not permit the transfer of any Unit in connection with a tender offer
unless: (i) the Partnership is provided with a copy of the bidder's offering
materials, including amendments thereto, simultaneously with their distribution
to the limited partners; (ii) the offer provides for withdrawal rights at any
time prior to the expiration date of the offer and, if payment is not made by
the bidder within 60 days of the date of the offer, after such 60 day period;
and (iii) the offer must be open for at least 20 business days and, if a
material change is made to the offer, for at least 10 business days following
such change.


                                       6
<PAGE>

Item 6. Management's Discussion and Analysis or Plan of Operation.

      The matters discussed in this Form 10-KSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the disclosure
contained in this Form 10-KSB and the other filings with the Securities and
Exchange Commission made by the Partnership from time to time. The discussion of
the Partnership's business and results of operations, including forward-looking
statements pertaining to such matters, does not take into account the effects of
any changes to the Partnership's business and results of operation. Accordingly,
actual results could differ materially from those projected in the
forward-looking statements as a result of a number of factors, including those
identified herein.

Liquidity and Capital Resources

      The Partnership's primary source of liquidity is distributions from the
Operating Partnership. As a result of the restructuring, the Partnership is
entitled to receive a distribution from the Operating Partnership to reimburse
it for its administrative expenses and professional fees up to an annual maximum
of $30,000 to cover these costs. During 2004, the Partnership received equity
distributions from the Operating Partnership of $199,980 as compared to no
equity distributions from the Operating Partnership in 2003. On January 10,
2001, the Operating Partnership purchased the two mortgage notes from HUD by
refinancing the Project with a new first mortgage loan secured by the Project
with a third party lender. The new mortgage requires payments of interest only
at a rate of 6.55% per annum and matures on February 1, 2011. As a result of the
refinancing, the regulatory agreements with HUD and the Restructuring Agreement
were terminated. As a result of this refinancing, TKI's priority return was
satisfied and the preferred return due HUD was extinguished. Accordingly, the
Partnership may receive distributions from the Operating Partnership if the
property's operating results generate sufficient revenue. Based on the Operating
Partnership's operating results in 2004, the general partner of the Operating
Partnership elected to make a distribution of $199,980 to the Partnership for
2004. In this regard, the Partnership, in turn, made aggregate distributions to
its partners of $199,980 in 2004, $197,980 ($336.56 per unit) to the limited
partners and $2,000 to the general partners. There can be no assurance that the
Operating Partnership will make any future distributions from operations to the
Partnership in the future.

      The Partnership's liquidity, based on its cash and cash equivalents, was
$1,764,421 December 31, 2004 as compared to $1,759,889 at December 31, 2003.
This increase was due to $202,163 of cash provided by operating activities which
was partially offset by $197,631 of cash used in financing activities. Cash used
in financing activities consisted of $199,980 of distributions to partners which
was slightly offset by $2,349 of contributions from investor limited partners.

      The Partnership's liquid assets currently thought to be sufficient for any
near-term needs of the Partnership.


                                       7
<PAGE>

Results of Operations

      The Partnership's net income for the year ended December 31, 2004 was
$199,163 as compared to $678 for the year ended December 31, 2003. This increase
was due to the distribution from the Operating Partnership in 2004 of $199,980
compared to no distribution being received from the Operating Partnership in
2003 and, to a lesser extent, an small decrease in expenses. Partially
offsetting the increase in distribution from the Operating Partnership was a
slight decrease in interest income.

      As discussed above, future operating results of the Partnership are
subject to the Operating Partnership's ability to make distributions to the
Partnership. Expenses are expected to remain relatively constant for future
periods.

Off-balance Sheet Arrangements

      The Partnership has no off-balance sheet arrangements.



                                       8
<PAGE>

                  Presidential Associates I Limited Partnership

                                TABLE OF CONTENTS

                                                                            PAGE

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM                       10

FINANCIAL STATEMENTS

         BALANCE SHEETS                                                       11

         STATEMENTS OF INCOME                                                 12

         STATEMENTS OF PARTNERS' EQUITY (DEFICIT)                             13

         STATEMENTS OF CASH FLOWS                                             14

         NOTES TO FINANCIAL STATEMENTS                                        15


                                       9
<PAGE>

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners
Presidential Associates I Limited Partnership

      We have audited the accompanying balance sheets of Presidential Associates
I Limited Partnership as of December 31, 2004 and 2003, and the related
statements of income, partners' equity (deficit) and cash flows for the years
then ended. These financial statements are the responsibility of the
partnership's management. Our responsibility is to express an opinion on these
financial statements based on our audits. We did not audit the financial
statements of the operating partnership in which Presidential Associates I
Limited Partnership owns a limited partnership interest. The financial
statements of this partnership were audited by other auditors, whose report has
been furnished to us, and our opinion, insofar as it relates to information
relating to this partnership, is based solely on the report of the other
auditors.

      We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. The partnership has
determined that it is not required to have, nor were we engaged to perform, an
audit of its internal control over financing reporting. Our audit included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the
partnership's internal control over financial reporting. Accordingly, we express
no such opinion. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits and the report of other auditors
provide a reasonable basis for our opinion.

      In our opinion, based on our audits and the report of the other auditors,
the financial statements referred to above present fairly, in all material
respects, the financial position of Presidential Associates I Limited
Partnership as of December 31, 2004 and 2003, and the results of its operations,
changes in partners' equity (deficit) and its cash flows for the years then
ended, in conformity with accounting principles generally accepted in the United
States of America.

Reznick Group, P.C.

Bethesda, Maryland
March 28, 2005


                                       10
<PAGE>

                  Presidential Associates I Limited Partnership

                                 BALANCE SHEETS

                                  December 31,

                                     ASSETS

                                                      2004               2003
                                                   ----------         ----------

Cash and cash equivalents                          $1,764,421         $1,759,889
                                                   ==========         ==========

                   LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

LIABILITIES
   Accounts payable                                $    3,000         $       --

PARTNERS' EQUITY (DEFICIT)                          1,761,421          1,759,889
                                                   ----------         ----------

                                                   $1,764,421         $1,759,889
                                                   ==========         ==========

                        See notes to financial statements


                                       11
<PAGE>

                  Presidential Associates I Limited Partnership

                              STATEMENTS OF INCOME

                            Years ended December 31,

                                                           2004          2003
                                                        ---------     ---------
Expenses
        Other                                           $  16,626     $  17,795
                                                        ---------     ---------

                                                          (16,626)      (17,795)

Other income
        Distribution from operating partnership           199,980            --
        Interest income                                    15,809        18,473
                                                        ---------     ---------

            NET INCOME                                  $ 199,163     $     678
                                                        =========     =========

Units of investor limited partnership interest
 outstanding                                                  590           590
                                                        =========     =========

Net income allocated to general partner                 $     881     $       3
                                                        =========     =========

Net income allocated to special limited partner         $     881     $       3
                                                        =========     =========

Net income allocated to investor limited partners       $ 197,401     $     672
                                                        =========     =========

Net income per unit of investor limited partnership
 interest outstanding                                   $     338     $       1
                                                        =========     =========

                        See notes to financial statements


                                       12
<PAGE>

                  Presidential Associates I Limited Partnership

                     STATEMENTS OF PARTNERS EQUITY (DEFICIT)

                     Years ended December 31, 2004 and 2003

<TABLE>
<CAPTION>
                                                     Special limited
                                 General partner         partner
                                 ---------------     ---------------
                                                        Linnaeus
                                                         Phoenix
                                    Winthrop           Associates
                                    Financial            Limited        Investor limited
                                  Company, Inc.        Partnership          partners              Total
                                  -------------        -----------      ----------------       -----------
<S>                                <C>                 <C>                 <C>                 <C>
Partners' equity (deficit),
   December 31, 2002               $  (260,894)        $  (562,803)        $ 3,077,035         $ 2,253,338

Capital contributions                      100                  --              44,183              44,283

Less capital contributions
   not yet received                       (100)                 --             (38,310)            (38,410)

Distributions                           (2,500)             (2,500)           (495,000)           (500,000)

Net income                                   3                   3                 672                 678
                                   -----------         -----------         -----------         -----------

Partners' equity (deficit),
   December 31, 2003                  (263,391)           (565,300)          2,588,580           1,759,889

Capital contributions                      100                  --              38,310              38,410

Less capital contributions
   not yet received                       (100)                 --             (35,961)            (36,061)

Distributions                           (1,000)             (1,000)           (197,980)           (199,980)

Net income                                 881                 881             197,401             199,163
                                   -----------         -----------         -----------         -----------

Partners' equity (deficit),
   December 31, 2004               $  (263,510)        $  (565,419)        $ 2,590,350         $ 1,761,421
                                   ===========         ===========         ===========         ===========
</TABLE>

                        See notes to financial statements


                                       13
<PAGE>

                  Presidential Associates I Limited Partnership

                            STATEMENTS OF CASH FLOWS

                             Year ended December 31,

<TABLE>
<CAPTION>
                                                                     2004           2003

<S>                                                              <C>             <C>
Cash flows from operating activities
    Net income                                                   $   199,163     $       678
     Adjustments to reconcile net income to net cash
     provided by operating activities
           Increases in accounts payable                               3,000              --
                                                                 -----------     -----------

                    Net cash provided by operating activities        202,163             678
                                                                 -----------     -----------

Cash flows from financing activities
    Distributions to partners                                       (199,980)       (500,000)
    Contributions from investor limited partners                       2,349           5,873
                                                                 -----------     -----------

                    Net cash used in financing activities           (197,631)       (494,127)
                                                                 -----------     -----------

                    NET INCREASE (DECREASE) IN CASH
                        AND CASH EQUIVALENTS                           4,532        (493,449)
                                                                 -----------     -----------

Cash and cash equivalents, beginning                               1,759,889       2,253,338
                                                                 -----------     -----------

Cash and cash equivalents, end                                   $ 1,764,421     $ 1,759,889
                                                                 ===========     ===========
</TABLE>

                        See notes to financial statements


                                       14
<PAGE>

                  Presidential Associates I Limited Partnership

                          NOTES TO FINANCIAL STATEMENTS

                           December 31, 2004 and 2003

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Presidential Associates I Limited Partnership (the "partnership") was
      organized under the laws of the State of Maryland on July 1, 1983 to
      acquire a limited partnership interest in Presidential Towers, Ltd. (the
      "operating partnership").

      Use of Estimates

      The preparation of financial statements in conformity with accounting
      principles generally accepted in the United States of America requires
      management to make estimates and assumptions that affect the reported
      amounts of assets and liabilities and disclosure of contingent assets and
      liabilities at the date of the financial statements and the reported
      amounts of revenue and expenses during the reporting period. Actual
      results could differ from those estimates.

      Investment in the Operating Partnership

      The investment in the operating partnership is reported using the equity
      method of accounting, under which the initial investment is recorded at
      cost, increased or decreased by the partnership's share of income or
      losses, and decreased by distributions. As there are no support
      arrangements between the partnership and operating partnership, the
      investment cannot be reduced below zero.

      Federal and State Income Taxes

      No provision or benefit for income taxes has been included in these
      financial statements since taxable income or loss passes through to, and
      is reportable by, the partners individually.

      Cash Equivalents

      For the purposes of the statements of cash flows, the partnership
      considers all highly liquid financial instruments, which consist of a
      money market account and amounts invested under a repurchase agreement,
      purchased with maturities of three months or less, to be cash equivalents.
      The carrying amount approximates fair value because of the short maturity
      of these instruments.


                                       15
<PAGE>

                  Presidential Associates I Limited Partnership

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                           December 31, 2004 and 2003

NOTE B - CONCENTRATION OF CREDIT RISK

      The partnership maintains its cash balances in two banks. The balances are
      insured by the Federal Deposit Insurance Corporation up to $100,000 at
      each bank. As of December 31, 2004, the uninsured portion of the cash
      balances was $1,565,713.

NOTE C - INVESTMENT IN OPERATING PARTNERSHIP

      The partnership holds a 19.998% interest in the operating partnership
      which constructed, owns and operates four 49-story residential and
      commercial towers in Chicago, Illinois. Losses from the operating
      partnership are allocated entirely to one of the operating partnership's
      general partners. Special allocations apply to the allocation of the
      proceeds of capital transactions and cancellation of indebtedness.

      The following is a summary of the financial position of the operating
      partnership at December 31, 2004 and 2003, and a summary of its results of
      operations for the years then ended, prepared in conformity with
      accounting principles generally accepted in the United States of America.


                                       16
<PAGE>

                  Presidential Associates I Limited Partnership

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                           December 31, 2004 and 2003

NOTE C - INVESTMENT IN OPERATING PARTNERSHIP (Continued)

<TABLE>
<CAPTION>
                                 BALANCE SHEETS

                                                                 2004              2003
                                                            -------------     -------------
<S>                                                         <C>               <C>
ASSETS
   Buildings, improvements and personal property, net of
     accumulated depreciation of $116,229,230 and
     $109,743,484, respectively                             $  40,162,018     $  44,949,145
   Land                                                         7,798,111         7,798,111
   Other assets                                                 8,124,433         7,998,684
                                                            -------------     -------------

   Total assets                                             $  56,084,562     $  60,745,940
                                                            =============     =============

LIABILITIES
   Mortgages payable                                        $ 133,000,000     $ 133,000,000
   Other liabilities                                            8,252,960         8,610,181
                                                            -------------     -------------

                                                              141,252,960       141,610,181
Partners' deficit                                             (85,168,398)      (80,864,241)
                                                            -------------     -------------

                                                            $  56,084,562     $  60,745,940
                                                            =============     =============

<CAPTION>
                            STATEMENTS OF OPERATIONS

                                                                 2004             2003
                                                            -------------     -------------
<S>                                                         <C>               <C>
Revenue
   Rental                                                   $  29,793,164     $  28,618,046
   Other                                                        1,724,335         1,609,022
   Interest                                                        27,046            19,502
                                                            -------------     -------------

                                                               31,544,545        30,246,570
                                                            -------------     -------------
Expenses
Operating expenses                                             28,203,692        28,279,655
Amortization                                                      159,264           146,387
Depreciation                                                    6,485,746         6,471,217
                                                            -------------     -------------

                                                               34,848,702        34,897,259
                                                            -------------     -------------

     NET LOSS                                               $  (3,304,157)    $  (4,650,689)
                                                            =============     =============
</TABLE>


                                       17
<PAGE>

                  Presidential Associates I Limited Partnership

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                           December 31, 2004 and 2003

NOTE C - INVESTMENT IN OPERATING PARTNERSHIP (Continued)

      The unrecognized portion of cumulative losses will be offset against the
      partnership's share of future income from Presidential Towers, Ltd. The
      cumulative unrecognized loss at December 31, 2004 and 2003 is $28,517,667.

NOTE D - RECONCILIATION OF NET INCOME

      There are no differences between the partnership's income for tax and
      financial statement purposes for 2004 and 2003.

      In addition, there is no difference between buildings and improvements as
      recorded for tax purposes and financial statement purposes by the
      operating partnership for 2004 and 2003.

      The difference between the investment in the operating partnership for tax
      purposes and financial statement purposes is due to the difference in the
      losses not recognized under the equity method of accounting which are
      recorded for income tax purposes as well as a gain on extinguishment of
      debt in prior years which was recorded for financial statement purposes
      only. The balance of the investment in the operating partnership for tax
      purposes is $(83,990,155) at December 31, 2004 and 2003.

NOTE E - RELATED PARTY TRANSACTION

      Pursuant to the terms of the partnership agreement of the operating
      partnership, the partnership is entitled to receive a distribution from
      the operating partnership to reimburse it for its administrative expenses
      and professional fees up to an annual maximum of $30,000. During both 2004
      and 2003, $30,000 was distributed to the partnership by the operating
      partnership as reimbursement of reimbursable expenses incurred by the
      partnership.

NOTE F- SUBSEQUENT EVENT

      On February 23, 2005, distributions of $1,188,000 and $12,000 were paid to
      the investor limited partners and the general partners, respectively.


                                       18
<PAGE>

Item 8. Changes in and Disagreements with Accountants on Accounting and
        Financial Disclosure.

      None.

Item 8A. Controls and Procedures

      As of the end of the period covered by this annual report on Form 10-KSB,
an evaluation was carried out under the supervision and with the participation
of the General Partner's management, including our Chief Executive Officer and
Chief Financial Officer, of the effectiveness of the Registrant's disclosure
controls and procedures (as such term is defined in Rule 13a-15 (e) under the
Securities Exchange Act of 1934). Based on that evaluation, the General
Partner's Chief Executive Officer and Chief Financial Officer have concluded
that, as of the end of such period, the Registrant's disclosure controls and
procedures were effective as of the end of the period covered by this report. In
addition, no change in our internal control over financial reporting (as defined
in Rule 13a- 15 (f) under the Securities Exchange Act of 1934) occurred during
the fourth quarter of our fiscal year ended December 31, 2004 that has
materially affected, or is reasonably likely to materially affect, our internal
control over financial reporting.

Item 8B. Other Information.

      None.


                                       19
<PAGE>

PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
        with Section 16(a) of the Exchange Act.

      The Partnership has no officers or directors. Winthrop Financial manages
and controls substantially all of the Partnership affairs and has general
responsibility and ultimate authority in all matters affecting its business. As
of March 1, 2005, names of the directors and executive officers of Winthrop
Financial and the position held by each of them are as follows:


                                                                 Has Served as a
                       Position Held with the                      Director or
Name                   Managing General Partner                   Officer Since
----                   ------------------------                  ---------------

Michael L. Ashner      Chief Executive Officer and Director            1-96

Thomas C. Staples      Chief Financial Officer                         1-99

Peter Braverman        Executive Vice President and Director           1-96

Carolyn Tiffany        Chief Operating Officer and Clerk              10-95

      Mr. Ashner, age 52, has been the Chief Executive Officer of Winthrop
Financial Associates, A Limited Partnership and its affiliates ("WFA"), since
January 1996. Mr. Ashner is also the Chief Executive Officer of Newkirk MLP
Corp., the manager of the general partner of The Newkirk Master Limited
Partnership ("Newkirk") as well as the Chief Executive Officer of First Union
Real Estate Equity and Mortgage Investments ("First Union"), a real estate
investment trust listed on the New York Stock Exchange. Mr. Ashner also
currently serves on the Boards of Directors of the following publicly traded
companies: GB Holdings Inc. and Atlantic Entertainment Holdings, Inc., hotel and
casino operators, First Union and NBTY Inc., a manufacturer, marketer and
retailer of nutritional supplements.

      Mr. Braverman, age 53, has been the Executive Vice President of WFA since
January 1996. Mr. Braverman is also the Executive Vice President of Newkirk and
the President of First Union. Mr. Braverman also currently serves on the Board
of Directors of First Union.

      Ms. Tiffany, age 38, has been the Chief Operating Officer of WFA since
December 1997. Ms. Tiffany is also the Chief Operating Officer and Secretary of
Newkirk and First Union.

      Mr. Staples, age 49, has been has been with WFA since 1995 and has served
as its Chief Financial Officer since January 1999. Mr. Staples also serves as
the Chief Financial Officer of First Union and Newkirk. Mr. Staples is a
certified public accountant.

      One or more of the above persons are also directors or officers of a
general partner (or general partner of a general partner) of numerous limited
partnerships which either have a class of securities registered pursuant to
Section 12(g) of the Securities and Exchange Act of 1934, or are subject to the
reporting requirements of Section 15(d) of such Act.


                                       20
<PAGE>

      Except as indicated above, neither the Partnership nor Winthrop Financial
has any significant employees within the meaning of Item 401(b) of Regulation
S-B. There are no family relationships among the officers and directors of
Winthrop Financial.

      Based solely upon a review of Forms 3 and 4 and amendments thereto
furnished to the Partnership under Rule 16a-3(e) during the Partnership's most
recent fiscal year and Forms 5 and amendments thereto furnished to the
Partnership with respect to its most recent fiscal year, the Partnership is not
aware of any director, officer, beneficial owner of more than ten percent of the
units of limited partnership interest in the Partnership that failed to file on
a timely basis, as disclosed in the above Forms, reports required by section
16(a) of the Exchange Act during the most recent fiscal year or prior fiscal
years.

      Effective December 16, 1997, Winthrop Financial and certain of its
affiliates entered into an agreement with Coordinated Services of Valdosta, LLC
("Coordinated Services") to provide for the daily asset and property management
services and investor services for the Partnership. See "Item 11, Security
Ownership of Certain Beneficial Owners and Management." Coordinated Services of
Valdosta LLC is a Georgia limited liability corporation with headquarters in
Valdosta, Georgia. Founded in 1997, its managing member is Investor Service
Group, Inc., a Georgia Corporation. The principals of Investor Service Group are
Mary T. Johnson and James L. Dewar, Jr.

      Mary T. Johnson is the Manager of Coordinated Services. Ms. Johnson is
also Executive Vice President of Dewar Realty, Inc. and Dewar Properties, Inc.
Ms. Johnson is a graduate of Valdosta State University and is a licensed Georgia
Real Estate Broker. Ms. Johnson has over 20 years of experience in property
management, asset management, investor services, and development of apartment
and assisted living properties. Ms. Johnson is currently responsible for the
asset management of over 150 investor partnerships and property management of
over 50 apartment communities.

      James L. Dewar, Jr. is the founder of Dewar Realty, Inc. and Dewar
Properties, Inc. Mr. Dewar is a graduate of the University of Georgia and is a
licensed Georgia Real Estate Broker. Mr. Dewar has 32 years experience in real
estate construction, property management and development of apartment and
assisted living properties. Mr. Dewar has produced over $100 million in
conventional and government funded family and elderly apartment communities.

      Winthrop Financial does not have a separate audit committee. As such, the
officers of Winthrop Financial fulfill the functions of an audit committee.
Winthrop Financial has determined that Thomas Staples meets the requirement of
an "audit committee financial expert".

      The persons with authority over the Partnership are all employees of
either Winthrop Financial or Coordinated Services. Winthrop Financial has
adopted a code of ethics that applies to such persons.


                                       21
<PAGE>

Item 10. Executive Compensation.

      The Partnership is not required to and did not pay any compensation to the
officers or directors of the General Partner. The General Partners do not
presently pay any compensation to any of its officers or directors. (See Item
12, "Certain Relationships and Related Transactions.")

Item 11. Security Ownership of Certain Beneficial Owners and Management.

      (a) Security ownership of certain beneficial owners.

      The Partnership is a limited partnership and has issued Units of limited
partnership interest. The Units are not voting securities, except that the
consent of the Limited Partners is required to approve or disapprove certain
transactions including the removal of a General Partner, certain amendments to
the Partnership Agreement, the dissolution of the Partnership or the sale of all
or substantially all of the assets of the Partnership. No Limited Partner owns
beneficially more than 5% of the Units in the Partnership.

      No other person or group is known by the Partnership to be the beneficial
owner of more than 5% of the outstanding partnership interest as of the date of
this Annual Report.

      (b) Security Ownership of Management.

      One Unit of limited partnership interest is owned by a limited partner of
Linnaeus who is also a limited partner of the general partner of WFA and a
former employee and officer of WFA, Winthrop Financial and First Winthrop
Corporation. In addition, WFA owns two units of limited partnership interest. No
other officer, director or partner of Winthrop Financial or Linnaeus-Phoenix
owns any Units as of the date hereof in his individual capacity.

      (c) Changes in Control.

      As a result of the implementation of the Restructuring Agreement in 1995,
TKI Presidential Partners, in exchange for a commitment to make a capital
contribution of $14,000,000 to the Operating Partnership over 6 years, acquired
certain control rights over major business decisions of the Operating
Partnership previously held by the Partnership, or WFC Realty Co., Inc. In
addition, as a result of the Restructuring Agreement the Partnership's interest
in the Operating Partnership was reduced from 94.99% to 19.998%.

      On December 16, 1997, the Managing General Partner and certain of its
affiliates entered into a Services Agreement with Coordinated Services pursuant
to which Coordinated Services was retained to provide asset management and
investor services to the Partnership and certain affiliated partnerships. As a
result of this agreement, Coordinated Services has the right to direct the day
to day affairs of the Partnership, including, without limitation, reviewing and
analyzing potential sale, refinancing or restructuring proposals by the
Operating Partnership, preparation of all Partnership reports, maintaining
Partnership records and maintaining bank accounts of the Partnership.
Coordinated Services is not permitted, however, without the consent of Winthrop
Financial, or as otherwise required under the terms of the Partnership Agreement
to, among other things cause the Partnership to consent to a sale of an asset or


                                       22
<PAGE>

cause the Partnership to file for bankruptcy. As compensation for providing
these services, Winthrop Financial and its affiliates assigned to Coordinated
Services all of their right to receive fees from the Partnership as provided in
the Partnership Agreement, which fee is paid directly from the Operating
Partnership as part of the $30,000 per annum reimbursement.

Item 12. Certain Relationships and Related Transactions.

      Pursuant to the terms of the partnership agreement of the Operating
Partnership, the Partnership is entitled to receive a distribution from the
Operating Partnership to reimburse it for its administrative expenses and
professional fees up to an annual maximum of $30,000. During 2004 and 2003,
$30,000 and $30,000 was distributed to the Partnership by the Operating
Partnership as reimbursement of reimbursable expenses incurred by the
Partnership.

Item 13. Exhibits

      The Exhibits listed on the accompanying Index to Exhibits are filed as
      part of this Annual Report and incorporated in this Annual Report as set
      forth in said Index.

Item 14. Principal Accounting Fees and Services

The Managing General Partner has reappointed Reznick Group, P.C. as independent
auditors to audit the financial statements of the Partnership for 2004.

Audit Fees. The Partnership paid to Reznick Group, P.C. audit fees of
approximately $14,600 for each of the years ended December 31, 2004 and 2003,
respectively.

Audit Related Fees. The Partnership paid to Reznick Group, P.C. audit related
fees of approximately $2,000 and $5,028 for the years ended December 31, 2004
and 2003, respectively.

Tax Fees. The Partnership paid to Reznick Group, P.C. fees for tax services of
approximately $5,000 for each of the years ended December 31, 2004 and 2003.

Other Fees. The Partnership did not pay any other fees to Reznick Group, P.C.
for the years ended December 31, 2004 and 2003.


                                       23
<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Partnership has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

                                               PRESIDENTIAL ASSOCIATES I LIMITED
                                               PARTNERSHIP

                                               By: Winthrop Financial Co., Inc.,
                                                   Managing General Partner


                                                   By: /s/ Michael L. Ashner
                                                       ---------------------
                                                       Michael Ashner
                                                       Chief Executive Officer

                                                   Date: December 6, 2005

      Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Partnership and in the capacities and on the dates indicated.

Signature/Name              Title                               Date
--------------              -----                               ----


/s/ Michael L. Ashner       Chief Executive Officer             December 6, 2005
---------------------        and Director
Michael L. Ashner


/s/ Thomas Staples          Chief Financial Officer             December 6, 2005
------------------
Thomas Staples


/s/ Peter Braverman         Executive Vice President            December 6, 2005
-------------------          and Director
Peter Braverman


                                       24
<PAGE>

                                  EXHIBIT INDEX

Exhibit No.                                                               Page
-----------                                                               ----

3,4         Amended and Restate Limited Partnership Agreement and         (1)
            Certificate of Amendment of Presidential Associates I
            Limited Partnership

(b)         Amendment to Amended and Restated Limited Partnership         (3)
            Agreement and Certificate of Limited Partnership of
            Presidential Associates I Limited Partnership dated April
            19, 1995

10(a)       Form of Investor Bond issued to the Partnership by            (1)
            Continental Casualty Company

(b)         Trust Agreement dated as of September 15, 1980 between the    (1)
            Operating Partnership and LaSalle National Bank

(c)         Letter of Credit and Reimbursement Agreement dated as of      (1)
            July 21, 1983 between the Operating Partnership and
            Citibank, N.A.

(e)         Regulatory Agreement for Multi-Family Housing project         (1)
            dated as of July 1, 1983 between LaSalle National Bank, as
            Trustee, the Operating Partnership, the General Partners
            and the Secretary of Housing and Urban Development

(i)         Architectural Services Agreement dated as of July 1, 1983     (1)
            between LaSalle National Bank, as Trustee, and Solomon
            Cordwell Buenz & Associates, Inc.

(p)         Third Amended and Restated Limited Partnership Agreement      (3)
            of Presidential Towers, Ltd., dated April 19, 1995

(s)         Amendment to Regulatory Agreement for Multifamily Housing     (3)
            Projects, dated as of April 18, 1995, between LaSalle
            National Bank, as Trustee, and Presidential Towers, Ltd.
            and the Secretary of Housing and Urban Development

(t)         Restructuring Agreement, dated April 18, 1995, among          (3)
            LaSalle National Trust, as Trustee, Presidential Towers,
            Ltd. and the Secretary of Housing and Urban Development.

(u)         Services Agreement, dated December 16, 1997, by and           (4)
            between First Winthrop Corporation, Winthrop Financial
            Co., Inc., WFC Realty Co., Inc., WFC Realty Saugus, Inc.,
            Winthrop Properties, Inc., Winthrop Metro Equities
            Corporation, Winthrop Libson Realty, Inc. and Northwood
            Realty Co., Inc. and Coordinated Services of Valdosta,
            LLC.


                                  25
<PAGE>

31          Certifications Pursuant to Section 302 of the *
            Sarbanes-Oxley Act of 2002

32          Certification Pursuant to Section 906 of the *
            Sarbanes-Oxley Act of 2002.

99.1        Independent Auditor's Report *

--------
* filed herewith

(1)   Incorporated herein by reference to the Partnership's Registration
      Statement on Form 10 (Commission Partnership file number 0-12210).
(2)   Incorporated herein by reference to Exhibit 10(p) to the Partnership's
      Annual Report on Form 10-K for the year ended December 31, 1985.
(3)   Incorporated herein by reference to Partnership's Annual Report on Form
      10-K for the year ended December 31, 1995.
(4)   Incorporated by reference to the Partnership's Quarterly Report on Form
      10-QSB for the quarter ended March 31, 1998.


                                       26